| Financing is a necessary means for enterprises to expand their business scale and obtain economic benefits.It is also an important content for enterprises to grow and develop.In recent years,with the continuous development of China’s economy and the continuous increase in market openness,Jinrongshichang has become more and more active,and many new financing models have emerged.At present,enterprises generally use equity financing to raise funds for their own operations and production activities and expand the scale of production and sales.However,for many listed enterprises,equity financing still can not meet the needs of enterprise development,and new financing methods are urgently needed.As a result,equity refinancing has become an important channel for financing many listed companies.Since equity refinancing can help companies to refinance on the basis of equity financing and raise more funds to meet the needs of their operations and production,it has been welcomed by listed companies.Many scholars have also conducted research on the equity refinancing methods of listed companies.And put forward the targeted issuance of this equity refinancing method.Compared with other financing methods,targeted issuance does not have too high requirements for the enterprise’s profitability and business scale,and the issuance cost is also relatively low.Therefore,it has been widely used in listed companies and has become the main way for listed companies to refinance their equity.Private equity convertible bonds are also new financing methods in recent years.They are mainly used for stock reduction and shareholder financing of listed companies.Their advantage is that there are no high requirements for information disclosure of listed companies and there are not many restrictions on corporate issuance.Therefore,it is also the main way of financing listed companies.At present,the financing of listed companies has become a hot topic that is widely concerned about in the academic circles.Due to the advantages of low information disclosure requirements and low issuance restrictions,targeted issuance has the characteristics of low cost and low restrictions.The two are applicable to shareholder financing and equity refinancing of listed companies,which combine these two modes to form a "targeted issuance plus private equity convertible bonds" model.Under this model,corporate shareholders can first subscribe for targeted additional new shares at a lower price,and then reduce their holdings of convertible bonds at a higher price.This method can achieve the purpose of shareholder arbitrage,but it will also cause certain harm to the interests of small and medium-sized shareholders.,It is not conducive to the continuousdevelopment of capital markets.This paper uses case study method to study the arbitrage case of Dongxu Photoelectric Company using the mode of "directional additional issuance + private exchange bond".The study finds that Dongxu Group,the controlling shareholder of Dongxu Photoelectric Company,participates in directional additional issuance at a low price,and reduces its shares by means of private exchange bond in exchange for high share price,thus increasing cost-free.The risk of arbitrage is also earned at the same time.In this process,Dongxu optoelectronics suspected that by choosing a benchmark day which is beneficial to the major shareholders,locking the fixed price at a low level through long-term suspension and distributing cash dividends,it depressed the base price of the directional additional issue,and by manipulating information disclosure and frequently issuing good news,it raised the share price of the exchange period.The regiment also makes sure that it can succeed in high trading by ingeniously setting up the terms of private exchangeable bonds.At the same time,the study finds that the market can not fully identify the arbitrage pattern.The market is cautious about the directional issuance with controlling shareholders,which shows negative market effect,which indicates that investors may suspect that Dongxu optoelectronic carries out profit transmission through directional issuance.However,for private exchangeable bonds,the market reaction is not obvious either in issuance or in reduction,which indicates that investors have not linked private exchangeable bonds with interest transmission.Therefore,investors’ perception of directional issuance of additional bonds and private exchange bonds is fragmented,and the two financial instruments will not be linked together with interest transmission. |
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